NIGERIA Law and Practice Contributed by: Tamuno Atekebo, Chinasa Unaegbunam, Naomi Kabowei and Favour Osayuwamen, Streamsowers & Köhn
1.2.4 Registration, Filing and/or Consent From Government Entities A bill of sale showing evidence of ownership of an aircraft should be registered and filed with the Nigeria Civil Aviation Authority (NCAA). It is one of the docu - ments that the NCAA requests at the time of registra - tion of an aircraft. Where the bill of sale is being registered and filed along with the aircraft, the formalities include the submission of an application to the NCAA in a form and manner acceptable to the NCAA. The application must: • certify that the aircraft meets the eligibility criteria set out in Part 4 of the Nigeria Civil Aviation Regu - lations (“Nig.CARs”); • provide evidence of ownership; and • be signed. Where the bill of sale is being registered as an interest, the NCAA does not stipulate any formalities, but Part 4 of the Nig.CARs states that the requirements for the registration of legal interests in an aircraft must be as prescribed by the NCAA. To be eligible for registration, an aircraft should be owned by any of the following persons: • a Nigerian citizen; • an individual citizen of another state who is lawfully a permanent resident in Nigeria; • a corporation lawfully organised and doing busi - ness under the laws of Nigeria, where the aircraft is based and primarily used in Nigeria; • a government entity of Nigeria or political subdivi - sion thereof; or • a foreign person who has leased the aircraft to one of the above-mentioned persons, in which case, the leased aircraft – a) may remain on the Nigeria registry only for as long as the lease remains in effect, and the certificate of registration must include the names and addresses of the lessee and, if different, the operator of the aircraft; and b) may not also be registered under the laws of any other state and may not be more than 25 years old
(if used for commercial air transport – cargo) and not more than 22 years old (if used for commercial air transport – passengers). There is no period stipulated by law for completion of registration of a bill of sale or other instrument creating an interest in an aircraft. No government applications or consents are prereq - uisite to the execution and delivery of a bill of sale in relation to an aircraft or engine registered in Nigeria. 1.2.5 Taxes/Duties Payable Upon Execution of a Bill of Sale Stamp duties arise ad valorem on the execution of a bill of sale instrument. The documents may be in written or electronic form. The law provides that no bill of sale will be registered until the document has been duly stamped. The obligation to pay duties arises on the bill of sale irrespective of the location of the aircraft or engine, as long as the place of performance is Nigeria. Operating, wet and finance leases are permissible and recognised in Nigeria. Leases concerning only engines or aircraft parts are also permissible. 2.1.2 Application of Foreign Laws A lease involving a domestic party, or an asset situat - ed in Nigeria, can be governed by foreign law. Nigerian courts are inclined to respect the sanctity of contracts and uphold a foreign jurisdiction clause. However, Nigerian courts may in certain instances assume juris - diction over any matter subject to such a foreign law clause and have held that upholding such a clause is discretionary. Circumstances that the courts will take into consideration when faced with an application to stay an action filed in breach of a foreign jurisdiction clause, include the following: • where the evidence on the issue of fact is situated or more readily available, and the effect of that on 2. Aircraft and Engine Leasing 2.1 Overview 2.1.1 Non-Permissible Leases
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